Articles of Partnership Limited June2015

ARTICLES OF PARTNERSHIP OF GENIUS TECHNO LIMITED PARTNERSHIP

KNOW ALL MEN BY THESE PRESENTS: That we, the undersigned partners, all of legal age, residents and citizens of the Philippines, have on this day voluntarily associated ourselves together for the purpose of forming a limited partnership under the following terms and conditions and subject to existing and applicable laws of the Republic of the Philippines: AND WE HEREBY CERTIFY: ARTICLE I. Partnership Name: That be Genius Techno Limited Partnership company name.

the name of this partnership shall and shall transact business under the said

ARTICLE II. Business Purpose: That the purpose/s for which this partnership is formed is to engage and shall subject to the business related to manufacturing and selling of cellular phones and any other activities that are related to and incidental to that business. The business shall not engage in any other kind of business.

ARTICLE III. Principal Place of Business: That the principal place of business of this partnership shall be located at 117, Kundiman Street, Sampaloc, Manila, or at any other place as may be determined from time to time by the General partners. If the General Partner changes the principal place of the business of the Partnership, the General Partner shall give a written notice of the change of address to each of the Limited Partner at least twenty one days before the change occurs. ARTICLE IV. Term of Existence: That this partnership shall have a term of Fifteen years from and after the original recording of its Articles of Partnership by the Securities and Exchange Commission. That the partnership will end when the main assets of the Partnership has been sold or otherwise disposed of.

Articles of Partnership

ARTICLE V. Partners’ Circumstances: That the names, nationalities and complete residence addresses of the partners are as follows: Name

Nationality

Barrun, Marian Lignes, Beverly Ng, Carlos Jr. Laila, Rainier

Filipino Filipino Filipino Filipino

Complete Residence Address

Kind of Partner

125 Domingo Avenue, San Juan 205 E. Rodriguez Jr. Ave., Pasig 98 J. Luna St. Mandaluyong 4598 Bonifacio Street, Cabuyao, Laguna

General General General Limited

ARTICLE VI. Capital Contributions: That the capital of this Partnership shall be the amount of Ten Million Pesos (P10,000,000.00), Philippine Currency, contributed in cash by the partners, as follows: Name

Amount Contributed

Barrun, Marian

P4,000,000.00

Lignes, Beverly

P3,000,000.00

Ng, Carlos Jr.

P2,000,000.00

Laila, Rainier

P1,000,000.00

That no transfer of interest which will reduce the ownership of Filipino citizens to less than the required percentage of capital as provided by existing laws shall be allowed or permitted to be recorded in the proper books of the partnership. ARTICLE VII. Sharing Ratios: That the profits and losses of this partnership shall be divided and distributed in the following proportions: (Limited partner shall be liable for losses only to the extent of his/her contribution.) Barrun, Marian - 40% Lignes, Beverly - 25% Ng, Carlos Jr. - 25% Laila, Rainier - 10% ARTICLE VIII. Management: That this partnership shall be under Lignes, Beverly as General Manager, who shall be in charge of the management of the affairs of the company. She shall have the power to use the partnership name and in otherwise performing such acts as are necessary and expedient in the management of the firm and to carry out its lawful purposes.(Only the General Partner can be the General Manager.) ARTICLE IX. Undertaking to Change Name: That the partners undertake to change

the name of this partnership, as herein provided or as amended thereafter, immediately upon receipt of notice or directive from the Securities and Exchange Commission that another corporation, partnership or person has acquired a prior right to the use of that name or that the name has been declared as misleading, deceptive, confusingly similar to a registered name, or contrary to public morals, good customs or public policy.

Articles of Partnership

IN WITNESS WHEREOF, we have hereunto affixed our signatures this 28th day of February, 2016, at 205 E. Rodriguez Sr. Ave. Quezon City. ______________________ (name of partner) TIN

_______________________ (name of partner) TIN

______________________ (name of partner) TIN

_______________________ (name of partner) TIN

(Names and Signatures of the partners and TIN)

SUBSCRIBED AND SWORN TO before me in______________,Philippines on ______________, affiants personally appeared before me and exhibited their competent evidence of identity indicated after their respective names, as follows: Name

TIN/ID/Passport No.

Date & Place Issued

NOTARY PUBLIC

Doc. No. Page No. Book No. Series of 20

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